TORONTO, Nov. 18, 2011 /CNW/ - Agnico-Eagle Mines Limited
("Agnico-Eagle") (NYSE & TSX: AEM) and Grayd Resource Corporation
("Grayd") (TSX-V: GYD & OTCQX: GYDRF) announced today that 91,228,900
common shares (the "Shares") of Grayd, representing approximately
94.77% of the outstanding Shares on a fully-diluted basis, have been
validly deposited pursuant to the offer (the "Offer") made by
Agnico-Eagle to acquire all of the issued and outstanding Shares. All
conditions of the Offer have been satisfied and the Offer has now
expired and will not be extended. Agnico-Eagle has taken up all
deposited Shares and will pay for such deposited Shares not later than
November 23, 2011.
As the Offer was accepted by holders of more than 90% of the issued and
outstanding Shares, Agnico-Eagle intends to exercise its rights under
the compulsory acquisition provisions in Section 300 of the Business Corporations Act (British Columbia) to acquire all of the outstanding Shares that it
does not currently own. Agnico-Eagle expects to mail a notice of
compulsory acquisition (the "Notice of Compulsory Acquisition") to all
remaining holders of Shares shortly.
Upon completion of the compulsory acquisition, Agnico-Eagle intends to
take the necessary steps to delist the Shares from the TSX Venture
Exchange and to have Grayd cease to be a reporting issuer under
Canadian securities laws.
Grayd intends to apply to the British Columbia Securities Commission to
request an exemption from certain continuous disclosure obligations
pending the completion of the compulsory acquisition, including the
requirement to prepare, file and mail to Grayd shareholders Grayd's
annual and interim financial statements and related materials.
Agnico-Eagle is a long established, Canadian headquartered gold producer
with operations located in Canada, Finland and Mexico and exploration
and development activities in Canada, Finland, Mexico and the United
States. Agnico-Eagle has full exposure to higher gold prices consistent
with its policy of no forward gold sales and maintains a corporate
strategy based on increasing shareholders' exposure to gold on a per
share basis. It has paid a cash dividend for 29 consecutive years.
Agnico-Eagle's head office is located at 145 King Street East, Suite
400, Toronto, Ontario M5C 2Y7.
Grayd is a growth-oriented junior natural resource company focused
primarily on exploring and developing a large land position in Mexico
which is highly prospective for gold and silver mineralization.
For further information regarding Agnico-Eagle, contact Investor
Relations at firstname.lastname@example.org, call (416) 947-1212.
To obtain a copy of the early warning report filed by Agnico-Eagle with
the Canadian securities regulatory authorities relating to the
acquisition by Agnico-Eagle of the Shares taken up to date, contact
David Smith, Senior Vice-President, Investor Relations of Agnico-Eagle
at (416) 947-1212.
For further information regarding Grayd, contact Marc A. Prefontaine,
President and CEO of Grayd or Daniel G. McIntyre, Manager Corporate
Communications of Grayd at (604) 681-7446 or visit Grayd's website at www.grayd.com.
This news release does not constitute an offer to purchase or sell or a
solicitation of an offer to sell or purchase shares of Grayd or
Agnico-Eagle made to any person in the United States of America, its
possessions and other areas subject to its jurisdiction or to, or for
the account or benefit of, a U.S. person (as defined in Regulation S
under the United States Securities Act of 1933, as amended). On October
13, 2011, Agnico-Eagle filed with the United States Securities and
Exchange Commission (the "SEC") a Registration Statement on Form F-80,
which includes the Offer and take-over bid circular and other Offer
documents, and on October 21, 2011, Agnico-Eagle filed with the SEC an
amendment to the Form F-80 containing the notice of change and
variation. Agnico-Eagle expects to file with the SEC a further
amendment to the Form F-80 containing the Notice of Compulsory
Acquisition shortly. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ
THE DISCLOSURE DOCUMENTS FILED BY AGNICO-EAGLE FROM TIME TO TIME WITH
THE SEC REGARDING THE PROPOSED TRANSACTION BECAUSE THEY CONTAIN
IMPORTANT INFORMATION. The Offer and take-over bid circular, as well as
the notice of change and variation relating thereto, have been sent to
shareholders of Grayd and the Notice of Compulsory Acquisition will be
sent to the remaining shareholders of Grayd shortly. Investors may also
obtain a free copy of the Offer documents filed by Agnico-Eagle from
time to time with the SEC at the SEC's website at www.sec.gov. INVESTORS AND SECURITY HOLDERS SHOULD READ THE OFFER DOCUMENTS
CAREFULLY BEFORE MAKING A DECISION CONCERNING THE OFFER.
The information in this news release has been prepared as at November
18, 2011. Certain statements contained in this news release constitute
"forward-looking statements" within the meaning of the United States
Private Securities Litigation Reform Act of 1995 and "forward looking
information" under the provisions of Canadian provincial securities
laws and are referred to herein as "forward-looking statements". When
used in this document, words such as "will", "expects" and "intends"
and similar expressions are intended to identify forward-looking
statements or information.
Such statements and information include, without limitation, statements
regarding the timing of payment and the consideration to be paid by
Agnico-Eagle for Shares deposited pursuant to the Offer, the
acquisition by Agnico-Eagle of Shares not deposited prior to the expiry
of the Offer pursuant to a compulsory acquisition transaction, the
mailing and filing of the Notice of Compulsory Acquisition and Grayd's
intention to apply for relief from the requirements to file its annual
and interim financial statements and related materials.
These forward-looking statements are subject to numerous risks,
uncertainties and assumptions, certain of which are beyond the control
of Grayd and/or Agnico-Eagle. Agnico-Eagle and Grayd disclaim any
intention or obligation to update or revise any forward-looking
statements, whether as a result of new information, future events or
otherwise except as required by applicable securities laws. Neither
the TSX Venture Exchange nor its Regulation Services Provider (as that
term is defined in the policies of the TSX Venture Exchange) accepts
any responsibility for the adequacy or accuracy of this release.
SOURCE Agnico-Eagle Mines Limited
For further information:
regarding Agnico-Eagle, contact Investor Relations at email@example.com, call (416) 947-1212.
regarding Grayd, contact Marc A. Prefontaine, President and CEO of Grayd or Daniel G. McIntyre, Manager Corporate Communications of Grayd at (604) 681-7446 or visit Grayd's website at www.grayd.com